ls that Jan. 6 defendants have received lighter sentences and higher rates of pretrial release than other federal defendants. The article noted that Bisignano, who violated her pre-trial release agreement by attending rallies and sharing details of ongoing trials, has faced minimal consequences, with her g

in limited instances. The financial planning benefit previously offered to all executives was terminated in 2013. Per his employment agreement, Mr. Bisignano is provided with use of a car and driver and is eligible for financial planning assistance; however, this benefit was only partially used in 2014 an

annual merit increase. Base salaries may also be adjusted at other times to deal with competitive pressures or changes in job responsibilities. Mr. Bisignano's salary was not increased in 2015. The following table reflects our NEOs base salaries as of December 31, 2014. Base Salary as of December 31, 201

ll equity-based awards will be granted by us. Fiscal 2014 Grants On February 10. 2014. annual grants of Holdings stock options were made to Messrs. Bisignano and Winborne and annual grants of Holdings restricted stock were made to Messrs. Bisignano, Plumeri and Winbome. with amounts determined in the sole

hairman and I lad of Client DeliVttry. Innovation and Marketing on June I. 2014. The amounts reported in this column for all NEOs other than Messrs. Bisignano and Winbome were pro- riled to mood the portion of their base salary venal in fiscal 2014 from the date they commenced employment with the Company.

due to death or IN sab il ity 250.000 937.500 1.187.500 Change in Control — — 1.666,667 3.375.000 — 5.041.667 (1) Upon termination of Mr. Bisignano's employment by the Company without "cause" (as defined in the Employment Agreement), by Mr. Bisignano for "good reason" (as defined in the Employme

including those issued upon exercise of an option. at the lesser of the fair market value per share price or the original purchase price. Under Mr. Bisignano's employment agreement, if a Change in Control occurs within 180 days after the date for determining the price for the exercise of Holdings' call ri

S-1/A Table of Content Employment Agreement with Mr. Risikmano The Company entered into an employment agreement with Mr. Bisignano, effective as of September 18, 2015 (the -Employment Agreement"). which replaces Mr. Bisignano's prior employment agreement with the Company and Hol

eph J. Humeri — — — 1.831 — — 4,442 6,273 ( 1) Includes the value of imputed income on life insurance premiums paid by the Company. (2) Mr. Bisignano received tax gross-ups based on imputed income from relocation benefits 578.691: car lease and driver 58,787; a -spouse health insurance coverage an

632,729 12.65 4,012,000 (I) Grants reflected in this column are grants of restricted stock made under the 2007 Equity Plan. Grants made to Messrs. Bisignano, Humeri and Winborne vest upon the later of January I. 2017 and the expiration of any underwriter-imposed transfer restriction in connection with a

S-1/A Table of Contrail Cash Bonuses in Connection with this Offering In connection with this offering, we expect to grant cash bonuses to Messrs. Bisignano. Das. and Patel and certain of our other executive officers, payable in a lump sum cash payment on the first regularly scheduled payroll date immedi

until his death. unless earlier terminated in accordance with the Ern ployman Agreement (the "Rains: Benefits"). In add Him. upon termination of Mr. Bisignano's employment with the Company by Mr. Bisignano without "good reason". in addition to certain accrual amounts. Mr. Bisignano be entitled to receive

t Clinton. Composition of the Board Our business and affairs arc managtx1 under the direction of our Board. Our Board currently consists of Messrs. Bisignano, Forehand, Kravis. Nevels. Nuttall, Olson. Humeri and Ms. Miller. In connection with this offering, we will be amending and restating our certificat

nano has been Chairman of our Board since March 2014 and Chief Executive Officer and a member of our I3oard since April 2013. Before joining us. Mr. Bisignano was the Co-Chief Operating Officer for JPMorgan Chase & Co. from July 2012 to April 2013, CEO of Mortgage Banking at JPMorgan Chase & Co. from Febru